Treatment of Capital Account. For purposes of making future allocations under Section 7.4(i) of the Agreement and applying the LTIP Unit Capital Account Limitation, the portion of the Economic Capital Account Balance of the applicable holder of LTIP Units that is treated as attributable to his or her LTIP Units shall be reduced, as of the date of conversion, by the product of the number of LTIP Units converted and the OP Unit Economic Balance.
Treatment of Capital Account. For purposes of making future allocations under the Partnership Agreement, reference to a Partner’s portion of its Economic Capital Account Balance attributable to his or her LTIP Units shall exclude, after the date of conversion of any of its LTIP Units, the portion of such Partner’s Economic Capital Account Balance attributable to the converted LTIP Units.
Treatment of Capital Account. For purposes of making future allocations under Section 6.1I of this Agreement, the portion of the Economic Capital Account Balance of the applicable holder of LTIP Units that is treated as attributable to his or her LTIP Units shall be reduced, as of the date of conversion, by the product of the number of LTIP Units converted into Common Units and the Common Unit Economic Balance with respect to such converted LTIP Unit, provided that for the avoidance of doubt, the amount of such reduction shall instead be attributable to the Economic Capital Account Balance that is attributable to the Common Units into which such LTIP Units were converted.
Treatment of Capital Account. For purposes of making future allocations pursuant to Exhibit E to this Agreement, upon the conversion of LTIP Units into Common Units, the portion of the Economic Capital Account Balance of the applicable holder of LTIP Units that is treated as attributable to his or her LTIP Units shall be reduced, as of the date of conversion, by the product of the number of LTIP Units converted into Common Units and the Target Balance as of such time, provided that for the avoidance of doubt, the amount of such reduction shall instead be attributable to the Economic Capital Account Balance that is attributable to the Common Units into which such LTIP Units were converted.
Treatment of Capital Account. For purposes of making future allocations under Section 6.1I of the Agreement, the portion of the Economic Capital Account Balance of the applicable holder of AOLTIP Units that is treated as attributable to his or her AOLTIP Units (including those that are not subject to the conversion) shall be reduced, as of an AOLTIP Unit Conversion Date, by the lesser of (i) the product of the number of Common Units into which such holder’s AOLTIP Units were converted on such date multiplied by the Common Unit Economic Balance or (ii) the entire amount of the Economic Capital Account Balance of the applicable holder of AOLTIP Units that was treated as attributable to AOLTIP Units prior to such AOLTIP Unit Conversion Date. To the extent the Economic Capital Account Balance of the applicable holder of the converted AOLTIP Units exceeds the amount set forth in the previous sentence, such excess will be specially allocated first to such holder’s Common Units that were previously converted from AOLTIP Units in a manner consistent with Section 6.1O of the Agreement and thereafter to the holder’s remaining AOLTIP Units in a manner consistent with Section 6.1(J)(2) of the Agreement.
Treatment of Capital Account. For purposes of making future allocations under the Agreement, the Economic Capital Account Balance of the applicable Formation Unitholder shall be reduced, as of the date of conversion, by the amount of such Economic Capital Account Balance attributable to the converted Formation Units and such amount thereafter shall be included in the Economic Capital Account Balance of the Vested LTIP Units into which the Formation Units were converted.
Treatment of Capital Account. For purposes of making future allocations under Section 6.1.F of the Agreement, the portion of the Economic Capital Account Balance of the applicable holder of AO LTIP Units that is treated as attributable to his or her AO LTIP Units shall be reduced, as of an AO Conversion Date, by the lesser of (i) the product of the number of Class A Units into which such holder’s AO LTIP Units were converted on such date multiplied by the Class A Unit Economic Balance or (ii) the entire amount of the Economic Capital Account Balance of the applicable holder of AO LTIP Units that was treated as attributable to his or her AO LTIP Units prior to such AO Conversion Date.
Treatment of Capital Account. For purposes of making future allocations under Section 6.1.E of the Agreement, the Economic Capital Account Balance of the applicable LTIP Unitholder shall be reduced, as of the date of conversion, by the amount of such Economic Capital Account Balance attributable to the converted LTIP Units. G. Mandatory Conversion in Connection with a Transaction. If the Partnership or the General Partner shall be a party to any transaction (including without limitation a merger, consolidation, unit exchange, self tender offer for all or substantially all Common Partnership Units or other business combination or reorganization, or sale of all or substantially all of the Partnership’s assets, but excluding any transaction which constitutes an Adjustment Event), in each case as a result of which Common Partnership Units shall be exchanged for or converted into the right, or the holders of Common Partnership Units shall otherwise be entitled, to receive cash, securities or other property or any combination thereof (each of the foregoing being referred to herein as a “Transaction”), then the General Partner shall, immediately prior to the Transaction, exercise its right to cause a Forced Conversion with respect to the maximum number of LTIP Units then eligible for conversion, taking into account any allocations that occur in connection with the
Treatment of Capital Account. For purposes of making future allocations under the Agreement, the Economic Capital Account Balance of the applicable Formation Unitholder shall be reduced, as of the date of conversion, by the amount of such Economic Capital Account Balance attributable to the converted Formation Units. G. Mandatory Conversion in Connection with a Transaction. If the Partnership or the General Partner shall be a party to any transaction (including without limitation a merger, consolidation, unit exchange, self tender offer for all or substantially all Common Partnership Units or other business combination or reorganization, or sale of all or substantially all of the Partnership’s assets, but excluding any transaction which constitutes an Adjustment Event), in each case as a result of which Common Partnership Units shall be exchanged for or converted into the right, or the holders of Common Partnership Units shall otherwise be entitled, to receive cash, securities or other property or any combination thereof (each of the foregoing being referred to herein as a “Transaction”), then the General Partner shall, immediately prior to the Transaction, exercise its right to cause a Formation Unit Forced Conversion with respect to all Formation Units then eligible for conversion, taking into account any allocations that occur in connection with the Transaction or that would occur in connection with the Transaction if the assets of the Partnership were sold at the Transaction price or, if applicable, at a value determined by the General Partner in good faith using the value attributed to the Partnership Units in the context of the Transaction (in which case the Conversion Date shall be the effective date of the Transaction and the conversion shall occur immediately prior to the effectiveness of the Transaction). In anticipation of such Formation Unit Forced Conversion and the consummation of the Transaction, the Partnership shall use commercially reasonable efforts to cause each holder of Formation Units to be afforded the right to receive in connection with such Transaction in consideration for the Vested LTIP Units and Common Partnership Units into which his or her Formation Units will be converted into the same kind and amount of cash, securities and other property (or any combination thereof) receivable upon the consummation of such Transaction by a holder of the same number of Common Partnership Units (after giving effect to the Formation Unit Conversion Factor in the case of F...
Treatment of Capital Account. For purposes of making future allocations under Article 6 of the Partnership Agreement, as amended from time to time, the portion of the Economic Capital Account Balance of the applicable holder of Class A Convertible Common Units that is treated as attributable to his or her Class A Convertible Common Units shall be reduced, as of the date of conversion, by the product of the number of Class A Convertible Common Units converted and the Common Unit Economic Balance.
